SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB



(MARK  ONE)

  X     QUARTERLY  REPORT  UNDER  SECTION  13  OR  15(D)  OF  THE
       SECURITIES  EXCHANGE  ACT  OF  1934

                FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2002

       TRANSITION  REPORT  PURSUANT  TO  SECTION  13  OR
       SECTION  15(D)  OF  THE  SECURITIES  EXCHANGE  ACT  OF  1934

          FOR  THE  TRANSITION  PERIOD  FROM  _____________  TO  ______________


                       COMMISSION FILE NUMBER: 000-30785?

                                DSTAGE.COM, INC.
      (EXACT NAME OF SMALL BUSINESS REGISTRANT AS SPECIFIED IN ITS CHARTER)

          DELAWARE                                                 52-2195605
 (State  or  other  jurisdiction                               (I.R.S.  Employer
 of incorporation or organization)                          Identification  No.)

                                 294  VALLEY  ROAD                         02842

                                 MIDDLETOWN,  RI                     (Zip  Code)
                    (Address of principal executive offices)

                                  (401)841-5812
               Registrant's telephone number, including area code


              SECURITIES REGISTERED UNDER SECTION 12(B) OF THE ACT:

                                      NONE

         SECURITIES REGISTERED UNDER SECTION 12(G) OF THE EXCHANGE ACT:

                                (TITLE OF CLASS)
                         COMMON STOCK, PAR VALUE $0.001

    Check  whether  the  issuer  (1)  filed  all reports required to be filed by
Section  13  or 15(d) of the Exchange Act during the past 12 months (or for such
shorter  period  that the registrant was required to file such reports), and (2)
has  been subject to such filing requirements for the past 90 days. Yes  X    No


As  of  October  5,  2002,  the  Registrant had outstanding 15,171,601 shares of
Common  Stock,  $0.001  par value, including 2,400,000 shares of treasury stock.

                                        1
<PAGE>

                                TABLE OF CONTENTS
                          FORM 10-QSB QUARTERLY REPORT
                    QUARTERLY PERIOD ENDED SEPTEMBER 30, 2002

                                DSTAGE.COM, INC.


         ITEM                                                        PAGE

                         PART I:  FINANCIAL INFORMATION



1.Financial  Statements  (Unaudited)                                           3
  Balance  Sheets  at  September  30, 2002 and December 31, 2001               3
  Statements of Operations for the three and nine months ended September 30,
  2002  and  2001  and Cumulative  During  Development  Stage                  4
  Statements  of  Cash  Flows for the for the nine months ended September 30,
  2002  and  2001  and Cumulative  During  Development  Stage                  5
  Notes  to  Financial  Statements                                             6

2.Management's  Discussion  and Analysis of Financial Condition and Results
of  Operations                                                                13

                           PART II:  OTHER INFORMATION

1.     Legal  Proceedings                                                     21
2.     Changes  in  Securities                                                21
3.     Defaults  Upon  Senior  Securities                                     22
4.     Submission  of  Matters  to  a  Vote  of  Securities  Holders          22
5.     Other  Information                                                     22
6.     Exhibits  and  Reports  on  Form  8-K                                  22
7.     Table  of  Contents  Certification  Signature  CEO                     22
8.     Table  of  Contents  Certification  Signature  CFO                     23
9.     Section  906  of  the  SARBANES-OXLEY  ACT  OF  2002  CEO              24
10.    Section  906  of  the  SARBANES-OXLEY  ACT  OF  2002  CFO              25



THIS  REPORT  ON  FORM  10-QSB  CONTAINS  FORWARD-LOOKING  STATEMENTS WITHIN THE
MEANING OF SECTION 27A OF THE SECURITIES ACT OF 1933, AS AMENDED, AND WITHIN THE
MEANING OF SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, WHICH
ARE  SUBJECT  TO  THE  "SAFE  HARBOR"  CREATED  BY  THOSE  SECTIONS.  THESE
FORWARD-LOOKING  STATEMENTS INCLUDE BUT ARE NOT LIMITED TO STATEMENTS CONCERNING
OUR  BUSINESS OUTLOOK OR FUTURE ECONOMIC PERFORMANCE; ANTICIPATED PROFITABILITY,
REVENUES,  EXPENSES  OR  OTHER  FINANCIAL  ITEMS;  AND  STATEMENTS  CONCERNING
ASSUMPTIONS  MADE OR EXCEPTIONS AS TO ANY FUTURE EVENTS, CONDITIONS, PERFORMANCE
OR  OTHER MATTERS WHICH ARE "FORWARD-LOOKING STATEMENTS" AS THAT TERM IS DEFINED
UNDER  THE  FEDERAL  SECURITIES  LAWS.  ALL  STATEMENTS,  OTHER  THAN HISTORICAL
FINANCIAL INFORMATION, MAY BE DEEMED TO BE FORWARD-LOOKING STATEMENTS. THE WORDS
"BELIEVES",  "PLANS",  "ANTICIPATES",  "EXPECTS", AND SIMILAR EXPRESSIONS HEREIN
ARE  INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS. FORWARD-LOOKING STATEMENTS
ARE SUBJECT TO RISKS, UNCERTAINTIES, AND OTHER FACTORS, WHICH WOULD CAUSE ACTUAL
RESULTS  TO  DIFFER  MATERIALLY  FROM  THOSE  STATED  IN  SUCH  STATEMENTS.
FORWARD-LOOKING  STATEMENTS  INCLUDE, BUT ARE NOT LIMITED TO, THOSE DISCUSSED IN
"FACTORS  THAT MAY AFFECT FUTURE RESULTS," AND ELSEWHERE IN THIS REPORT, AND THE
RISKS  DISCUSSED  IN  THE  COMPANY'S  OTHER  SEC  FILINGS.

                                        2
<PAGE>

PART  I  -  FINANCIAL  INFORMATION

ITEM  1.  -  FINANCIAL  STATEMENTS


                                DSTAGE.COM, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                                 BALANCE SHEETS
<TABLE>
<CAPTION>
                                                               September 30,   December 31,
                                                                   2002            2001
-------------------------------------------------------------------------------------------
<S>                                                              <C>           <C>
Cash                                                                    $516        $10,624
Prepaid services (Note 3) . . . . . . . . . . . . . . . . . . .       64,986        67,616
Prepaid and deposits                    . . . . . . . . . . . .            0        18,011
                                                                ---------------------------
  Total current assets. . . . . . . . . . . . . . . . . . . . .       65,502        96,251
                                                                ---------------------------
Computer equipment and software, net of depreciation. . . . . .        3,171         3,716
Office furniture and equipment, net of depreciation        .. .        2,683         3,460
Prepaid services (Note3)                   .. . . . . . . . . .       36,303       238,901
Investments in other companies, less impairment
  of $720,600 and $709,908 for 2002 and 2001     .. . . . . . .          960           200
Licensed Technology              .. . . . . . . . . . . . . . .            0        38,000
                                                                ---------------------------
  Total assets. . . . . . . . . . . . . . . . . . . . . . . . .  $   108,618   $   380,528
                                                                 ==========================
LIABILITIES AND STOCKHOLDER'S (DEFICIT) EQUITY
Current liabilities:
Accounts payable and accrued liabilities. . . . . . . . . . . .  $   294,363   $    78,281
Due to stockholders (Note 7). . . . . . . . . . . . . . . . . .      252,409        15,363
Notes payable                       . . . . . . . . . . . . . .        4,477         9,676
                                                                ---------------------------
  Total current liabilities . . . . . . . . . . . . . . . . . .      551,249       103,320
                                                                ---------------------------
Stockholders' (deficit) equity:
Common stock, $.001 par value, Authorized 50,000,000 shares at
  September 30, 2002 and December 31, 2001
  :issued and outstanding 15,171,601 at
   September 30, 2002 and
  12,064,101 at December 31, 2001 . . . . . . . . . . . . . . .       15,172        12,064
Additional paid-in capital. . . . . . . . . . . . . . . . . . .    5,176,328     4,211,961
Treasury stock, 2,400,000 shares                                      (2,400)            0
(Deficit) accumulated during development stage                    (5,452,097)   (2,896,808)
Deferred Compensation                                               (179,633)   (1,050,009)
                                                                ---------------------------
  Total stockholders' (deficit) equity                              (442,631)      277,208
                                                                ---------------------------
  Total liabilities and stockholders' (deficit) equity           $   108,618   $   380,528
                                                                 ==========================
</TABLE>

                                        3
<PAGE>

                                DSTAGE.COM, INC.
                         (A DEVELOPMENT STAGE COMPANY)
                            STATEMENTS OF OPERATIONS
                                  (UNAUDITED)
<TABLE>
<CAPTION>
                                       CUMULATIVE
                                         DURING                THREE MONTHS ENDED                  NINE MONTHS ENDED
                                       DEVELOPMENT                SEPTEMBER 30,                       SEPTEMBER 30,
                                          STAGE             2002                 2001              2002           2001
--------------------------------------------------------------------------------------------------------------------------
<S>                                   <C>            <C>                   <C>                  <C>           <C>
Revenue:
  Professional services               $     58,568   $               760   $            8,500   $     4,960   $   53,500

Operating expenses:
  Cost of services                          95,700                38,000                8,500        42,200       13,500
  Sales and marketing       .               53,266                 7,046                1,028        13,705       23,888
  Research and development                 252,550                   407                  150           929       32,721
  General and administrative             1,993,938               317,919               70,004     1,316,400      154,409
  Impairment of assets                   2,402,338             1,186,500               25,000     1,186,500       25,000
  Impairment of investments in other
    Companies                              709,908                     -                    -             -            -
--------------------------------------------------------------------------------------------------------------------------
Total operating expenses                 5,507,700             1,549,872              104,682     2,559,734      249,518

Income (loss) from operations           (5,449,132)           (1,549,112)             (96,182)   (2,554,774)    (196,018)
--------------------------------------------------------------------------------------------------------------------------
Interest income (expense), net              (2,965)                 (250)              (1,001)         (515)      (1,784)
--------------------------------------------------------------------------------------------------------------------------
Net income                            $ (5,452,097)  $        (1,549,363)  $          (97,183)  $(2,555,289)  $ (197,802)
==========================================================================================================================

Net  (loss) per share:
  Basic and diluted                   $      (0.57)  $             (0.12)  $            (0.01)  $     (0.21)  $    (0.02)
==========================================================================================================================
Weighted average shares used in
computing net (loss) per share
  Basic and diluted                      9,515,851            12,767,525            9,126,639    12,457,037    8,127,562
==========================================================================================================================
</TABLE>

                 See accompanying notes to financial statements

                                        4
<PAGE>

                                DSTAGE.COM, INC.
                         (A DEVELOPMENT STAGE COMPANY)
                            STATEMENTS OF CASH FLOWS
                                  (UNAUDITED)
<TABLE>
<CAPTION>
                                                                        CUMULATIVE
                                                                          DURING           THE NINE MONTHS ENDED
                                                                        DEVELOPMENT            SEPTEMBER 30,
                                                                           STAGE              2002         2001
------------------------------------------------------------------------------------------------------------------
<S>                                                                    <C>            <C>                      <C>
Cash flows from operating activities:
  Net (loss)                        .                                  $ (5,452,097)  $   (2,555,289)  $ (197,802)
  Adjustments to reconcile net (loss)
      to cash provided (used) by operating activities:
    Depreciation                                                              3,997            1,322        1,212
    Issuance of common stock for services           .                       174,000                -            -
    Issuance of common stock for expense reimbursement                       22,051                -        5,617
    Issuance of common stock for technology                                  19,167                -       19,167
    Impairment of investments in other companies                            709,908                -            -

    Impairment of assets                  .                               2,402,338        1,186,500       25,000
    Revenue paid in common stock                                               (868)            (760)           -
    Prepaid services expensed                .                              428,616          205,228      102,436
    Amortization of deferred compensation                                 1,274,294          936,951       20,400
    Expenses paid through notes payable proceeds                             66,490                -       25,320
    Change in assets and liabilities:
      Increase in other current assets                                        1,725           18,011      (75,362)
      Increase in accounts payable, accrued liabilities
        and due to stockholder               .                              296,772          203,128       69,443
                                             ---------------------------------------------------------------------
      Net cash provided (used) by operating activities                      (53,607)          (4,910)      12,148

Cash flows from investing activities:
    Acquisition of fixed assets                                              (6,689)               -       (2,151)
                                             ---------------------------------------------------------------------
      Net cash (used) by investing activities                                (6,689)               -       (2,151)
Cash flows from financing activities:
    Contributed capital                                                      25,500                -            -
    Proceeds from issuance of common stock                                   30,835                -            -
    Increase (decrease) in notes payable                                      4,477           (5,199)      16,718
                                             ---------------------------------------------------------------------
      Net cash provided by financing activities                              60,812           (5,199)      16,718
                                             ---------------------------------------------------------------------
Net increase in cash                                                            516          (10,108)       9,997
                                             ---------------------------------------------------------------------
Cash, beginning of period                   .                                     -           10,624        1,627
Cash, end of period                                                    $        516   $          516   $   11,624
                                             =====================================================================
Non-cash transactions
  Purchase of property and equipment by issuance of common stock       $  1,153,162   $            -   $1,150,000
                                             =====================================================================
  Purchase of licensed technology by issuance of common stock   .      $    938,000   $      900,000   $        -
                                             =====================================================================
  Purchase of Treasury stock in exchange for property and technology   $      2,400   $        2,400   $        -
                                             =====================================================================
  Purchase of licensed technology by incurring debt to seller          $    250,000   $      250,000   $        -
                                             =====================================================================
  Payment of prepaid and other assets by issuance of common stock      $      1,726   $           -   $        -
                                             =====================================================================
  Prepayment of services for common stock           .                  $  1,827,520   $     (66,575)  $1,653,811
                                             =====================================================================
  Investments in other companies                                       $    710,760   $         760   $        -
                                             =====================================================================
  Conversion of debt to common stock                                   $     35,000   $           -   $        -
                                             =====================================================================
  Forgiveness of debt by stockholder              .                    $     31,489   $           -   $   31,489
                                             =====================================================================
</TABLE>

                 See accompanying notes to financial statements

                                        5
<PAGE>

                                DSTAGE.COM, INC.
                         (A DEVELOPMENT STAGE COMPANY)
                         NOTES TO FINANCIAL STATEMENTS

(1)  NATURE  OF  BUSINESS  AND  ORGANIZATION

Dstage.com,  Inc.,  a  Delaware  corporation (the "Company") was incorporated on
October  12, 1999 to provide support, organization and restructuring services to
development  stage  companies.

For  the  period October 12, 1999 (Inception) to September 30, 2002, the Company
has  been  in  the  development stage.  The Company's activities since inception
have  consisted  of developing the business plan, raising capital, business plan
implementation,  recruiting a management team and entering into new ventures and
alliances  with  affiliates.

From  inception  to September 30, 2002, the Company has had minimal revenues, of
$58,568,  and  has  expensed  operating  costs in the amount of $4,321,199.  The
Company  has nominal cash resources and has been largely dependent on the direct
financial  support  from  its  founding  stockholder and revenue to pay for cash
expenditures.  In  addition,  the Company has been dependent on contributed time
from  its  officers  and  directors  and  contributed  services from certain key
vendors.  As a result of an investment banking contract entered into between the
Company  and  the  Camelot  Group, the Company will no longer receive continuing
cash  investment from its founding stockholder.  This loss of financial support,
along  with the failure of the Camelot Group to provide funding as called for in
the  investment  banking  agreement has had a detrimental effect on the Company.
Their  can  be  no assurance that the Company will recover from these events.

 The  Company has earned revenue in 2001, and nominal revenue in 2002, and hopes
to  increase  revenues  from  existing and proposed contractual relationships in
addition  to  obtaining external financing.  There can be no assurance that such
revenues  and  or  financing  will  be  successfully  obtained.



(2)  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

Basis  Of  Presentation

The  accompanying  financial  statements  have  been  prepared  by management in
accordance  with  basic  rules  established  by  the  Securities  and  Exchange
Commission  for  Form  10-QSB,  except  that  the Company's accountants have not
completed  their  review of the financial statement (see Note 10).  Accordingly,
not  all  financial  disclosures  required to present the financial position and
results  of  operations  in  accordance  with  generally  accepted  accounting
principles  are  included herein. It is suggested that these condensed financial
statements  be  read  in  conjunction  with  the  financial statements and notes
thereto included in the Company's December 31, 2001 audited financial statements
on  Form 10-KSB as filed with the Securities and Exchange Commission on April 3,
2001.  In the opinion of management, all accruals and adjustments (each of which
is  of  a  normal  recurring  nature)  necessary  for a fair presentation of the
financial  position  as  of September 30, 2002 and the results of operations for
the  three  and nine month periods then ended have been made.  Operating results
for  the  three  and  nine  months  ended September 30, 2002 are not necessarily
indicative  of the results that may be expected for the year ending December 31,
2002.  Significant  accounting  policies  have  been consistently applied in the
interim  unaudited  financial statements and the audited financial statements.

                                        6
<PAGE>

Use  of  Estimates

The  preparation  of  financial statements in conformity with generally accepted
accounting principles in the United States requires management to make estimates
and  assumptions  that affect the reported amounts of assets and liabilities and
the disclosure of contingent assets and liabilities at the date of the financial
statements.  Substantial  estimates  have  been  used regarding lives of assets,
impairment of investments in other companies and impairment of long-lived assets
and  prepaid  expenses,  which may not be realized.  Actual results could differ
materially  from  those  estimates.



Prepaid  Expenses  and  Deferred  Compensation

The  Company  has  negotiated  contracts  to  grant common stock in exchange for
future  (prepaid) services with various other companies and individuals in which
fully  vested, non-forfeitable common shares were issued. Each contract contains
a  provision  in  which  the value of unperformed services must be repaid to the
Company  in  cash,  therefore  providing  for substantial performance penalties.
Where the other companies are independent or have minimal common stock ownership
in  the  Company, those prepaid expenses have been presented in the accompanying
balance  sheet  as  an  asset.  Where  the  other  companies or individuals have
significant  stock  ownership  or  are functioning as, or similar to, employees,
officers  or directors, such prepaid services have been presented on the balance
sheet  as  deferred  compensation  and  a  reduction  to  total  equity.

It  is  Company  policy  to expense those items which have been unused after the
contractual period or after one year, if not used.  Other prepaid expenses where
services  are  being  used  are  amortized  over  the  life  of  the  contract.

Research  and  Development

The  Company  expenses  costs  of  research and development until the product or
service  under  development  reaches  technological feasibility, after which the
development costs are capitalized.  Once the product is placed into service, the
capitalized  costs are amortized over the estimated useful life of the product.


Impairment  of  Long-Lived  Assets

The  Company  adheres  to  the  provisions  of Statement of Financial Accounting
Standards  ("SFAS")  No.  144,  "Accounting  for  the  Impairment or Disposal of
Long-Lived  Assets" ("SFAS 144").  The Company reviews the carrying value of its
long-lived  assets  and certain identifiable intangibles for impairment whenever
events or changes in circumstances indicate that the carrying amount of an asset
may  not  be  recoverable  through  undiscounted  net  cash flows. Impairment is
calculated based on fair value of the asset, generally using net discounted cash
flows.  Any long-lived assets to be disposed of are reported at the lower of the
carrying  amount  or  fair  value  less estimated costs to sell.  The impairment
policy  followed  is  a  critical and significant accounting policy to which the
Company  adheres.

Going  Concern  Uncertainties

The  accompanying  financial  statements  have  been prepared in conformity with
generally  accepted accounting principles, which contemplate continuation of the
Company  as  a  going  concern.  However,  the Company has experienced recurring
operating  losses  and  negative  cash  flows  from  operations.  The  Company's
continued existence is dependent upon its ability to increase operating revenues
and/or  obtain  additional  equity  financing.  Dstage has relied on BulletProof
Business  Plans, Inc. to provide cash infusions when necessary through September
of  2002.  However,  as  a  result  of the Camelot Investment banking agreement,
Dstage  will  no longer be able to rely on BulletProof as a meaningful source of
cash  infusions  in  the  future.

In  view of these matters, the Company has undergone a series of negotiations to
obtain  additional  equity  financing  to  enable  it  to  achieve its strategic
objectives.  However,  based  on  results  achieved to date, it appears unlikely
that such funding will materialize by the end of 2002.  The financial statements
do  not  include  any  adjustments  that  might  result from the outcome of this
uncertainty.

                                        7
<PAGE>

Goodwill  and  Other  Intangible  Assets

Statement  of  Financial  Accounting  Standards  No.  142,  "Goodwill  and Other
Intangible  Assets" ("SFAS 142"), establishes accounting and reporting standards
for  recording  valuing and impairing and other intangible assets.  The adoption
of  SFAS  142  did  not  have  an impact on the Company's financial condition or
results of operations for the quarter ended September 30, 2002.  However, as our
business  model  is  heavily dependent on acquiring intangible assets, we expect
this  pronouncement  to  have  a  material impact on our financial condition and
results  of  operations  in  future  quarters.


Reclassifications

Certain  reclassifications  have  been  made to prior period amounts in order to
conform  to  the  current  period's  presentation.

(3)  -  PREPAID  SERVICES

Since  inception,  the  Company  entered  into  various  contracts with "Concept
Affiliates"  in  which vendors agreed to provide future professional services in
exchange  for common stock of the Company.  Services contracted in 2000 and 2001
included  multimedia  design,  securities  filings  preparation,  promotion,
interactive database technology, training course design and development, project
screening,  tax  incentive  consulting, strategic planning and direct marketing.
Since  the  second  quarter  of  2001, all transactions entered into under these
arrangements  were recorded using the bid price of the Company's common stock on
the date of issuance as reported by the Over The Counter Bulletin Board (OTCBB).


The  total  balance  of  prepaid  services as of December 31, 2001 was $306,517,
consisting  of  $67,616  in  current  assets and $238,901 in non-current assets.
Based on management estimates and accounting policies, $53,972 of these services
were  expensed  in  the  quarter  ended September 30, 2002.  For the nine months
ended  September  30, 2002, a total of $205,228 of these services were expensed,
leaving  a  total  balance  of  prepaid services of $101,289 as of September 30,
2002.  No  additions  to  prepaid services under these arrangements were made in
the  quarter  ended  September  30,  2002.

The  shares  issued by the Company in connection with these transactions are not
registered  under  the Securities Act of 1933 and are subject to restrictions on
transferability  for  a  period of at least one year from the date of issuance.


(4)  -  INVESTMENT  IN  OTHER  COMPANIES


In  September  of 2002, the Company exchanged 152 hours of professional services
priced  at  $500  per  hour  for  7,600  shares  of  U.S. Telemetry's ("U.S.T.")
outstanding  common  shares  valued  at  $10  per  share, the same price used on
U.S.T.'s  most  recent  round  of  financing.  As  U.S.  Telemetry  was  in  the
development  stage,  the  Company recorded the investment in U.S. Telemetry at a
nominal  value  of  $706.

In  2000,  the Company exchanged 650,000 shares of its common stock at $1.00 per
share  for  1,111,111  shares  of GOTO-MD, Inc.'s ("GOTO-MD") outstanding common
shares  valued  at $0.63 per share.  As GOTO-MD was in the development stage, an
adjustment  was  made  to  recognize  the  impairment  of  the investment to its
estimated  fair  value.  The  Company  has recorded the investment in GOTO-MD at
$720,800 and has impaired substantially all of that amount to recognize the fair
value  of  the  investment  in  2000  and  2001.  During  2001,  GOTO-MD  had no
significant operations.  GOTO-MD's primary asset during that period consisted of
the  650,000  shares of the Company's common stock exchanged in the transaction.

                                        8
<PAGE>

In  2000,  the  Company acquired 1% of Ameribank Card Services, Inc. in exchange
for 10,000 common shares of the Company.  The Company recorded the investment in
Ameribank  Card Services at $10,000 less an impairment of $9,900, resulting in a
net  asset  value  of  $100.


(5)  -  LICENSED  TECHNOLOGY

In May of 2002, we reached a definitive agreement with VedaLabs to acquire their
Media  Player  and  Peer-to-Peer  technology.  Under  the  agreement  we  issued
3,000,000  shares of our common stock along with a commitment to pay $250,000 in
cash  within  6 months, pending transfer or sale of the technology.  If transfer
or  sale  of the technology does not occur, the Company will be obligated to pay
VedaLabs in cash or stock.  The number of shares will be determined based on the
closing  price  of  the  Company's  shares  and the Company will be obligated to
register such with the SEC.  The Company's negotiated price for this transaction
was  $2.00 per share; however, the licensed technology was recorded at $0.30 per
share,  the  bid  price  for  shares  issued on the date of the transaction.  In
accordance  with  SFAS 142, "Goodwill and Other Intangible Assets" and SFAS 144,
the  Company  engaged  an  independent  valuation  firm to assist in valuing the
VedaLabs  technology.  The  Company  intended  to  rely  on this valuation as an
objective  means  of  comparing  book  value  to  fair  value and, if necessary,
recording  an  impairment expense equal to the difference between book value and
fair  value.  As  stated in the Company's quarterly report for the period ending
June  30,  2002,  the  impact or amount of any such impairment, if any was to be
required,  was  unknown  at  that  time.

When  the  VedaLabs  Technology was recorded on the Company's books and records,
the  Company  anticipated  that  funds from the Camelot Group investment banking
contract  would  enable  the Company to execute on critical elements of its plan
for  sale,  including  obtaining  a  third  party  valuation  of the technology,
engaging  certain  parties  outside  of  our  network  of  affiliates  for  cash
compensation  and  developing  a  new  model  to  support  marketing some of the
technology  as  a  children's  media  player.

The investment banking contract called for $150,000 to be provided within 3 to 6
weeks  of  the  agreement's  execution date.  However, the first funds from this
agreement  were  transferred on September 5, 2002.  The transfer on September 5,
2002  totaled  only  $5,000.  As a result, the Company had to rely on loans from
shareholders  to  cover  $10,000  of  the  $35,000  fee  due  to the third party
valuation  firm.  The  Company  did  not  receive another cash transfer from the
investment  banking  agreement  until September 18, 2002.  This transfer totaled
only $2,500.  As a result of receiving only $7,500 of the $150,000 called for in
the agreement, more than 12 weeks after the latest date committed to, management
has  determined  that  the failure to receive the funds represents an impairment
event.

As  part  of  the  investment  banking  contract with the Camelot Group, certain
Dstage  shareholders  transferred  shares  to  the  Camelot Group to cover their
investment  banking  fee  and as consideration for funding to be provided to the
Company.  In  the  months  following  these  transfers,  quoted  prices  for the
Company's  common  stock  on the over-the-counter bulletin board (OTCBB) reached
all-time  lows,  eventually  reaching a level of $0.07 per share.  This decrease
represented a drop of more than $0.38 per share, or 84%, from the quoted closing
price  of  the  Company's  common stock on the date the Company entered into the
agreement  with  Camelot.  Since inception, the Company has substantially relied
on  issuing  stock  to  officers,  directors, professional service providers and
other  parties  in  exchange  for  services and technology.  The substantial and
rapid  decrease  in  the  Company's  stock  price  following  execution  of  the
investment banking agreement will make it very difficult to find parties willing
to accept restricted shares of common stock in exchange for services required to
execute  on  its  plan  of  sale  for  the  technology.

In  addition  to potentially eliminating the Company's ability to execute on its
plan  of sale for the VedaLabs technology, failure to receive the funding called
for  by  the  investment banking agreement has impacted the Company's ability to
execute  on  its  plans  to  sell  other  technology acquired or licensed by the
Company.  Similarly,  although  FAS144,  FAS  142  and  related  accounting
pronouncements  do  not  require a third party valuation expert to be engaged to
assist  in  determining fair values, management felt that in addition to helping
marketing  efforts  for  the  technology,  such  a  valuation  would  provide an
objective  means  with  which  to  conduct an ongoing analysis of impairments in
current  and  future  accounting  periods.  The  inability  to  pay  for such an
analysis,  in  the  absence  of  the  funds called for in the investment banking
agreement,  leaves  management without an economically feasible means to compare
the  carrying value of its technology to fair value. In light of these facts and
circumstances,  the  Company  has  elected  to  fully  impair  all  licensed and
purchased  technology  as  of  September  30,  2002.

                                        9
<PAGE>

On  November  5,  2001,  the Company entered into a technology license agreement
with  Sunncomm,  Inc.  ("SunnComm"),  to license its Proprietary Copy Management
Technology.  Under the terms of the agreement, the Company was to pay Sunncomm a
one-time  license  fee of $4,000,000 payable in the Company's common stock, with
the  amount  of  shares  issued not to exceed 2,000,000.  Initially, the Company
hoped to combine the SunnComm technology licensed with what was believed to be a
complementary  technology  the  Company  was  negotiating  to  acquire.

Following  execution  of  the  license  agreement, both parties, the Company and
SunnComm,  agreed  that  it  would  be  beneficial  to  expand  the scope of the
agreement  to  potentially  address  market  realities  more  effectively.  As a
result,  the  boards  of  both  parties deferred closing the transaction pending
completion  and  execution  of the expanded agreement.  On December 31, 2001, an
expanded agreement was executed and the Company's board approved the issuance of
2,000,000  restricted  shares, or approximately 16.69% of the outstanding common
shares  of  the  Company,  to SunnComm, Inc.  The Company's negotiated price was
$2.00  per  share;  however,  the  licensed technology was recorded at a nominal
value  of  $2,000,  since  the  ownership  percentage  by  SunnComm  following
consummation of the transaction made SunnComm a related party.   In May of 2002,
this  agreement  was  amended,  providing  for  the  return of certain rights to
SunnComm  in  exchange  for  1,500,000 shares of our common stock repurchased as
consideration.

In  November  of  2001,  the  Company  entered  into an agreement with DataStand
Technologies, Inc. ("DataStand") to secure three premium licenses to DataStand's
OTCBB  interactive  databases  for  terms of three years in exchange for 270,000
shares of the Company's common stock.  The licensed technology was recorded at a
value of $36,000 in 2001, and fully impaired in September of 2002 due to lack of
funding  to  execute  on  the  Company's  plan  of  sale.


(6)  -  PROPERTY  &  EQUIPMENT  LEASE

In  June  2001,  the Company entered into a 49-year lease agreement with Bentley
House  Furniture  Company, Inc., a Philippine company, for an idle manufacturing
facility  built  in  1998  and  located in Davao City, Philippines.  The Company
granted  a  one-time payment of 1,000,000 common shares in lieu of $6,000,000 in
cash  for the full lease payment on the property.  The Company has the option to
purchase  the  facility during the lease term for $100,000 should Philippine law
permit a transfer of title to a U.S. Corporation.  The lessor agreed to bear all
legal,  tax  and  similar costs related to the transaction.  The lease agreement
was  negotiated  at a value of $6.00 per share; however, for accounting purposes
the  Company recorded the transaction at $1.15 per share.  The Company has fully
impaired  the value of the asset by $1,150,000 for 2001, in accordance with SFAS
144  because  expected  sublease opportunities did not materialize.  The Company
believes  that  there are substantial risks involved with this investment in the
property  and  equipment  lease.

In  April of 2002, the Company was informed that Bentley House Furniture Company
had  pledged  our shares to Weylock Trading Company, Inc., a Philippine Company,
in exchange for a loan.  The Company was also informed at that time of Weylock's
interest  in  selling  us  back  the  shares in exchange for our interest in the
property  lease.  In  May of 2002, the Company reached an agreement with Weylock
Trading  Company,  Inc. providing for a transfer of its interest in the property
lease  in  exchange  for  $500,000,  along  with  900,000  shares  of our common
repurchased  as consideration.  The Company is not recording any gain or revenue
from  the  $500,000  because  its  realization  is  not  assured.



(7)  -  DUE  TO  STOCKHOLDERS

In  2001,  the  Company's  founding  shareholder,  BulletProof  Business  Plans,
provided  a total of $39,333 in cash advances and expenses paid on the Company's
behalf.  The  advances  were  all  short-term obligations, due on demand and are
non-interest  bearing.  As  of December 31, 2001, the Company had repaid a total
of  $33,470 to BulletProof under these obligations, leaving a balance of $5,863,
which  was  paid  in  January  of 2002.  For the nine months ended September 30,
2002,  the  Company  secured  a  total  of  $42,597 in new borrowings under this
arrangement.  Of  these new borrowings, the Company has repaid a total $5,000 as
of  September  30,  2002.

                                       10
<PAGE>

In  July  of 2002, the Company entered into an investment banking agreement with
The  Camelot  Group.  Under  the  agreement, Camelot was to receive a payment of
$200,000  in  the  form  of  400,000  shares  of Dstage common stock from Dstage
shareholders.  The  Company  has  recorded  a  liability  of  $200,000  due  to
shareholder  as  a  result  of  this  agreement.

During  the  quarter  ended  September  2002,  the  Company's  CEO  paid Company
liabilities  totaling  $5,311.  This  amount is reflected as due to shareholders
for  the  period  ended  September  30,  2002.

In  the  fourth  quarter  ended  December  31, 2001, the Company entered into an
agreement  with  its largest shareholder, BulletProof Business Plans, Inc. and a
company  owned by its CEO, Frank Maresca, Frank Maresca & Associates, to provide
consulting  services  for a biopharmaceutical company engaged in the development
of generic paclitaxel. The balance of $9,500 in services due under the agreement
is  reflected  as  due  to  stockholders.



(8)  -  STOCKHOLDERS'  EQUITY

In  May  of  2002,  the  Company  entered into an agreement with Weylock Trading
Company,  Inc.  providing  for  a  transfer  of  our interest in the Philippines
property lease in exchange for $500,000, along with 900,000 shares of our common
repurchased  as  consideration.  These  shares  were  recorded as treasury stock
using  the  par  value  method.

In  May  of  2002,  amended  its  technology  license  agreement  with SunnComm,
providing for the return of certain rights to SunnComm in exchange for 1,500,000
shares  of  our  common  stock  repurchased  as consideration. These shares were
recorded  as  treasury  stock  using  the  par  value  method.

In the quarter ended March 31, 2002, the Company issued a total of 82,500 shares
of its common stock.  Jane Olmstead was appointed as interim CFO until a new CFO
has  been  retained.  In  exchange  for  her services as CFO, the Company issued
50,000  shares  of  common  stock  to  Jane Olmstead on January 15, 2002.  A new
Concept  Affiliate,  an  individual providing marketing services to the Company,
was  issued 32,500 shares of our common stock in lieu of cash for services to be
rendered to the Company.  Equity or capital transactions transacted for non-cash
consideration  are complex and require substantial estimates by management.  See
Note  2  "Use of Estimates."  The Company received no cash for any of the shares
it  issued in the quarters ended March 31, 2002, June 30, 2002 and September 30,
2002.

In  July  of  2002, Jane Olmstead extended her term as interim CFO.  In exchange
for  her  services  as  CFO, the Company issued 25,000 shares of common stock to
Jane  Olmstead  on  July  15,  2002
The  shares  issued by the Company in connection with the above transactions are
not  registered under the Securities Act of 1933 and are subject to restrictions
on  transferability  for  a  period  of  one  year  from  the date of issuance.


(9)  -  RELATED  PARTY  TRANSACTIONS

On  December  13, 2002 the Board of Directors appointed Rounsevelle W. Schaum as
Interim  CFO.

On  December 13, 2002 The Board of Directors approved the issuance of 250,000 to
Shirlee  Gordon  in  exchange for serving as Secretary/Treasurer for a term of 1
year  beginning  December  13,  2002  Shirlee  Gordon is the wife of Rounsevelle
Schaum

On  December  13, 2002 the Board of Directors approved the issuance of 50,000 to
Tiffany  Gordon  in  exchange  for  serving  as  controller for a term of 1 year
beginning December 13, 2002.  Tiffany Gordon is the daughter of Shirlee Gordon.

On  December  13,  2002  the  Board  of Directors approved the relocation of our
corporate  offices  to  294  Valley  Road  Middletown  RI,  02842The board also
approved  the issuance of 300,000 shares to Rounsevelle W. Schaum for prepayment
for  (1)  year  of  office  space  and  services to be rendered to the company.

On  November  4, 2002 the Board of Directors approved the issuance of 500,000 to
Rounsevelle  W.  Schaum  in exchange for serving as President and Director for a
term  of  2  years  beginning  September  23,  2002

                                       11
<PAGE>

In  July  of  2002, Jane Olmstead extended her term as interim CFO.  In exchange
for  her  services  as  CFO, the Company issued 25,000 shares of common stock to
Jane  Olmstead  on  July  15,  2002.  Jane Olmstead has served as a Director and
member  of  the  Company's  Audit  Committee  since  the fourth quarter of 2000.
These  shares  were  recorded as deferred compensation on the date of issuances,
using  the  bid  price  of  $0.25 on the date of issuance, and expensed over the
period  benefited,  the  third  quarter  of  2002.


During  the  nine  month  ended  September  30,  2002,  the  Company's  founding
shareholder,  BulletProof  Business  Plans,  provided a total of $42,597 in cash
advances  and  expenses  paid  on  the  Company's  behalf. The advances were all
short-term  obligations,  due  on  demand  and  non-interest  bearing.

In  the  fourth  quarter  ended  December  31, 2001, the Company entered into an
agreement  with  its largest shareholder, BulletProof Business Plans, Inc. and a
company  owned by its CEO, Frank Maresca, Frank Maresca & Associates, to provide
consulting  services  for a biopharmaceutical company engaged in the development
of generic paclitaxel. The balance of $9,500 in services due under the agreement
is  reflected  as  due  to  stockholders.


(10)  -  SUBSEQUENT  EVENTS

On  December  13, 2002 the Board of Directors appointed Rounsevelle W. Schaum as
Interim  CFO.

On  December 13, 2002 The Board of Directors approved the issuance of 250,000 to
Shirlee  Gordon  in  exchange for serving as Secretary/Treasurer for a term of 1
year  beginning  December  13,  2002

On  December  13, 2002 the Board of Directors approved the issuance of 50,000 to
Tiffany  Gordon  in  exchange  for  serving  as  controller for a term of 1 year
beginning  December  13,  2002.

On  December  13,  2002  the  Board  of Directors approved the relocation of our
corporate  offices  to  294  Valley  Road Middletown RI, 02842Our new telephone
number  is (401)-841-5812 The board also approved the issuance of 300,000 shares
to  Rounsevelle  W.  Schaum  for  prepayment  for  (1)  year of office space and
services  to  be  rendered  to  the  company.

On  November  4, 2002 the Board of Directors approved the issuance of 500,000 to
Rounsevelle  W.  Schaum  in exchange for serving as President and Director for a
term  of  2  years  beginning  September  23,  2002.

                                       12
<PAGE>

ITEM  2.  -  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS

The  matters  discussed in this report contain forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as amended, and within
the  meaning  of Section 21E of the Securities Exchange Act of 1934, as amended,
which  are  subject  to  the  "safe  harbor"  created  by  those sections. These
forward-looking  statements include but are not limited to statements concerning
our  business outlook or future economic performance; anticipated profitability,
revenues,  expenses  or  other  financial  items;  and  statements  concerning
assumptions  made or exceptions as to any future events, conditions, performance
or  other matters which are "forward-looking statements" as that term is defined
under  the  Federal  Securities  Laws.  All  statements,  other  than historical
financial information, may be deemed to be forward-looking statements. The words
"believes",  "plans",  "anticipates",  "expects", and similar expressions herein
are  intended to identify forward-looking statements. Forward-looking statements
are subject to risks, uncertainties, and other factors, which would cause actual
results  to  differ  materially  from  those  stated  in  such  statements.
Forward-looking  statements  include, but are not limited to, those discussed in
"Factors  That May Affect Future Results," and elsewhere in this report, and the
risks  discussed  in  the  Company's  other  SEC  filings.

The  Company  has  defined  a  critical  accounting  policy  as one that is both
important  to  the portrayal of the Company's financial condition and results of
operations  and  requires  the  management  of  the  Company  to make difficult,
subjective  or complex judgments.  Estimates and assumptions about future events
and  their  effects  cannot  be perceived with certainty.  The Company bases its
estimates  on  historical  experience  and on various other assumptions that are
believed to be reasonable under the circumstances, the results of which form the
basis  for making judgments.  These estimates may change as new events occur, as
more  experience  is  acquired, as additional information is obtained and as the
Company's  operating  environment  changes.

The  Company believes that the following critical accounting policies affect its
more  significant  judgements and estimates used in the preparation of financial
statements:


Non-Monetary Transactions -  The Company's business model depends on its ability
to successfully enter into non-monetary transactions, where the Company's common
stock  is  used  to  acquire  a  technology or service, or where a technology or
service  the  Company previously acquired is used to acquire the common stock of
another  entity.  As  a  result,  the Company must continually address issues of
valuation  regarding its common stock, the technology and services acquired, the
value  of common stock in other companies received and the value of services and
technologies sold, if any.  If value estimates are too high upon entering into a
transaction,  earnings  in  future  periods  may  suffer  from  large impairment
charges.  Similarly,  if  value  estimates  are  too  low  upon  entering into a
transaction,  operating  results  in  future  periods  may  not reflect a proper
matching  of  income,  if  any,  and  expenses.

Prepaid  Expenses  and  Deferred  Compensation  -  The  Company  has  negotiated
contracts  to  grant common stock in exchange for future (prepaid) services with
various  other  companies and individuals in which fully vested, non-forfeitable
common shares were issued. Each contract contains a provision in which the value
of  unperformed  services  must  be  repaid  to  the  Company in cash, therefore
providing  for  substantial performance penalties Where the other companies are
independent or have minimal common stock ownership in the Company, those prepaid
expenses  have  been  presented  in  the accompanying balance sheet as an asset.
Where the other companies or individuals have significant stock ownership or are
functioning  as,  or  similar to, employees, officers or directors, such prepaid
services have been presented on the balance sheet as deferred compensation and a
reduction  to  total  equity.

It  is  Company  policy  to  expense those items that have been unused after the
contractual period or after one year, if not used.  Other prepaid expenses where
services  are  being  used  are  amortized  over  the  life  of  the  contract.

                                       13
<PAGE>

Impairment  of  Long-Lived  Assets

The  Company  adheres  to  the  provisions  of Statement of Financial Accounting
Standards  ("SFAS")  No.  144,  "Accounting  for  the  Impairment or Disposal of
Long-Lived  Assets" ("SFAS 144").  The Company reviews the carrying value of its
long-lived  assets  and certain identifiable intangibles for impairment whenever
events or changes in circumstances indicate that the carrying amount of an asset
may  not  be  recoverable  through  undiscounted  net  cash flows. Impairment is
calculated based on fair value of the asset, generally using net discounted cash
flows.  Any long-lived assets to be disposed of are reported at the lower of the
carrying  amount  or  fair  value  less  estimated  costs  to  sell.


OVERVIEW

Dstage.com,  Inc.,  a  Delaware  corporation (the "Company") was incorporated on
October  12, 1999 to provide support, organization and restructuring services to
other  development  stage  companies. In the summer of 1999, our founders agreed
that culminating trends in venture development, venture funding and intellectual
capital  creation would result in a precipitous drop in valuations for thousands
of  technology  driven  companies worldwide.  This shared perspective caused our
team  to  devise a new model for venture creation and growth. Our model attempts
to  substantially  remove  cash requirements from the earliest stages of venture
formation  and  replace  it  with  knowledge,  expertise,  technology  and  time
contributed  by  various  parties,  applied directly to prospective startups. By
building  a  universe  of  service  and  technology  providers  across  as  many
disciplines and domains as achievable, using Dstage.com common stock as payment,
we  plan  to offer advice and resources to entrepreneurs looking to launch novel
products  and  ventures  worldwide.

Using  our common stock as payment, we have attempted to license a critical mass
of intellectual property, knowledge, expertise, software, applications, patents,
content  and  a  host of other resources needed by development stage enterprises
since  our  inception.  We  intend  to  allow  certain startup ventures (Concept
Sponsors)  screened by our network to request access to appropriate resources we
hold  in  exchange  for  interests in their nascent ventures. To the best of our
knowledge,  our  model is new, risky and unproven. However, we believe it stands
to  potentially  deliver  benefits  to  entrepreneurs,  technology  providers,
professional service providers, early stage investors, and later stage investors
in  many  countries to the degree that the model effectively reduces barriers to
developing  new  ventures  and  launching new products. We hope that by pursuing
this  model,  Dstage.com  will  become  the  leading  source for expert support,
creation,  and  restructuring  of development stage companies across the globe.


RESULTS  OF  OPERATIONS

QUARTER  ENDED  SEPTEMBER 30, 2002 COMPARED TO QUARTER ENDED SEPTEMBER 30, 2001

REVENUE

<TABLE>
<CAPTION>
              CUMULATIVE
                DURING          THREE MONTHS ENDED              NINE MONTHS ENDED
             DEVELOPMENT            SEPTEMBER 30,                 SEPTEMBER 30,
                STAGE            2002         2001    % CHANGE   2002     2001    % CHANGE
-------------------------------------------------------------------------------------------
<S>          <C>           <C>       <C>                 <C>       <C>     <C>        <C>
Net Revenue  $     58,568  $      760  $      8,500  (91.06%)  $4,960  $  53,500  (90.73%)
             ===============================================================================
</TABLE>


We  generated  minimal revenue of $760 for the quarter ended September 30, 2002.
These  revenues were the result of our consulting agreement with U.S. Telemetry.
The  percentage  decrease  in  revenue,  from  the  three  and nine months ended
September  30,  2001  compared  to the three and nine months ended September 30,
2002,  is substantial.  This is largely due to a single consulting engagement in
the  second quarter 2001.  The total dollar amount of revenue in both periods is
comparably  low.

                                       14
<PAGE>

During  the  quarter  we  also  continued to provide services in connection with
projects  under  the US Consults Strategic alliance executed in January of 2002.
These  services  are provided on a contingency basis, meaning that no revenue or
cash will be realized until certain predetermined outcomes have materialized for
US Consults clients.  If such outcomes do materialize, we anticipate substantial
lags  between  the contingent events occurring and our receipt of cash payments.
Accordingly, there can be no assurances that these services will produce revenue
for  us.

The  business  model we are pursuing anticipates most of our services being paid
for  with  stock  and  certain  services being paid for with cash.  The ultimate
balance we realize between sales settled with cash and sales settled with stock,
if  any future sales are realized, will have a material impact on our results of
operations,  operating cash flow, and the degree to which our earnings, revenues
and  costs  fluctuate  from  period  to  period.  This  is  due  in  part to the
complexities of transactions settled in equity.  This complexity is increased by
our  focus on early stage companies, whose securities are privately held, thinly
traded,  or  quoted  on  mediums  that  make  valuation  highly  subjective.

To  address these complexities, our accounting policies may require us to record
services  issued  in  exchange  for  stock in early stage companies at a nominal
value,  or  no  value  at  all,  since the stock issued generally has no readily
determinable  value.  As  a  result,  the  extent  to  which  we accept stock in
exchange  for  services  and technology we render to privately held, early stage
clients  will  directly impact our future results.  In the remaining quarters of
2002,  we  intend to pursue opportunities to deliver services to such clients in
exchange for cash, stock and a combination of stock and cash.  It is anticipated
that  these  agreements  will  typically  involve  a  variety  of  contracting
methodologies, including, but not limited to, performance based compensation for
services  rendered, fixed sum, guaranteed maximum price, and time and materials.
Similarly,  it  is  expected  that an hourly rate will be used to track contract
progress.  Professional  services  under  all  types  of agreements except those
involving  contingent  consideration  are  recognized  as  the  services  are
performed.

Another  important consideration regarding the balance between services paid for
in  cash  and  services  settled  in  the client's stock is our ability to cover
operating  expenses  we  are  required  to settle in cash.  Our primary business
focus  is  not  on  generating  immediate  revenue.  Instead,  our  focus  is on
acquiring equity interests in promising companies we believe will create capital
appreciation  for  our  shareholders.  Despite  this focus, operating activities
that  result  in  cash revenue play can plan an important role in our ability to
meet  cash  requirements.  This  is especially true to the degree that we do not
successfully  secure  external  cash  financing  to  satisfy  expenses we cannot
satisfy  using  our  common  stock.


COST  OF  SERVICES

<TABLE>
<CAPTION>
                       CUMULATIVE
                         DURING             THREE MONTHS ENDED                    NINE MONTHS ENDED
                       DEVELOPMENT             SEPTEMBER 30,                        SEPTEMBER 30,
                         STAGE            2002          2001       % CHANGE      2002          2001     % CHANGE
------------------------------------------------------------------------------------------------------------------
<S>                   <C>           <C>                  <C>                 <C>       <C>     <C>        <C>
Cost of Services        $   95,700     $  38,000  $     8,500       347.06%   $  42,200     $ 13,500      212.59%
                        ==========================================================================================
</TABLE>

Our  cost  of services are comprised principally of consulting services provided
by  contract  individuals  to  our customers.  We provided minimal services that
generated  revenue in the nine months ended September 30, 2002, and had costs of
services  totaling  $42,200.  To  the  degree that we generate revenue in future
periods,  consulting services provided by Concept Affiliates and officers during
such  periods  will  be  matched  to  revenue  associated with such services and
recorded  as  costs of services.  In future periods, we expect the complexity of
our  model, which relies heavily on exchanges of our equity and exchanges of our
clients'  equities,  to  result  in a lack of predictability and a great deal of
volatility  with regard to our Cost of Services and, therefore, our gross margin
percentage.

                                       15
<PAGE>

SALES  AND  MARKETING

<TABLE>
<CAPTION>
                       CUMULATIVE
                         DURING             THREE MONTHS ENDED                    NINE MONTHS ENDED
                      DEVELOPMENT              SEPTEMBER 30,                        SEPTEMBER 30,
                         STAGE            2002             2001    % CHANGE       2002       2001      % CHANGE
---------------------------------------------------------------------------------------------------------------
<S>                     <C>           <C>          <C>           <C>        <C>          <C>         <C>
Sales and Marketing     $    53,266    $   7,046     $   1,028     585.46%    $  13,705     $ 23,888   (42.63%)
                        =======================================================================================
</TABLE>

Since  inception,  sales  and  marketing expenses have consisted of advertising,
promotional  materials  and  public  relations expenses. Although the percentage
increase  (decrease)  in  sales  and marketing expenses, from the three and nine
months  ended  September  30,  2001  compared to the three and nine months ended
September  30,  2002,  is  a  substantial percentage, the total dollar amount of
sales  and marketing expenses is comparably low in both periods.  However, there
is  a  material  difference  between  the  payment  terms of sales and marketing
expenses of both periods.  Of our total sales and marketing expenses incurred in
the  nine months ended September 30, 2002, 100%, or $13,705, required payment in
cash.  Of  our  total  sales  and marketing expenses incurred in the nine months
ended  September  30, 2001, 50%, or $12,000, was initially prepaid for using our
common  stock,  requiring  no  payment  in  cash.

In  the  remaining  quarter of 2002, we hope to substantially increase our sales
and  marketing efforts and, therefore expect our sales and marketing expenses to
increase.  Whereas  our  sales  and  marketing  activities in 2001 were directed
primarily  at  developing  our  corporate image and communicating key events, we
plan  to  promote certain professional services we offer in 2002, in addition to
expanding  the  scope  of  our  image  development  efforts.  While  some of our
anticipated  sales  and  marketing  requirements  can be satisfied using prepaid
services  we  contracted in exchange for common stock, many will require payment
in  cash.

RESEARCH  AND  DEVELOPMENT

<TABLE>
<CAPTION>
                             CUMULATIVE
                                DURING      THREE MONTHS ENDED               NINE MONTHS ENDED
                             DEVELOPMENT       SEPTEMBER 30,                    SEPTEMBER 30,
                                STAGE        2002       2001    % CHANGE        2002     2001       % CHANGE
--------------------------------------------------------------------------------------------------------------
<S>                         <C>           <C>       <C>       <C>           <C>         <C>          <C>
Research and Development      $ 252,549    $   407    $ 150      171.11%      $    929     $ 32,721  (97.16%)
                              ================================================================================
</TABLE>

Since  inception,  research and development expenses have consisted primarily of
costs  related  to the acquisition, testing, design, development and enhancement
of  certain  technologies  we  hold  rights to and which we intend to use in the
future  to  meet our internal needs or the needs of ventures we may invest these
technologies  with.  The  change  in research and development expenses, from the
three  and  nine  months ended September 30, 2001 compared to the three and nine
months  ended  September  30,  2002,  is largely explained by two items.  In the
first  quarter  of  2001  we expended resources in connection with an electronic
government  publishing  operation  in  London England.  In the second quarter of
2001,  we  expensed  $19,167  in  connection  with  an  exclusive  license to an
e-commerce  system  acquired  for stock.   In both the first quarter of 2002 and
the  first  quarter  of  2001,  100%  of  our  research and development expenses
required  settlement  in  cash.  For  the three months ended September 30, 2001,
approximately  1%  of  our research and development expenses required payment in
cash,  compared  to  100%  of our research and development expenses in the three
months ended September 30, 2002 requiring payment in cash.  Since inception, the
majority,  $226,167  or  90%  of  our  research  and  development expenses since
inception, has related to rights to technologies we acquired in exchange for our
common  stock.  In  future  quarters,  we  anticipate  entering  into  similar
agreements  which  may  cause  our  research  and  development costs to increase
substantially.

                                       16
<PAGE>

GENERAL  AND  ADMINISTRATIVE

<TABLE>
<CAPTION>
                               CUMULATIVE
                                 DURING          THREE MONTHS ENDED                      NINE MONTHS ENDED
                              DEVELOPMENT           SEPTEMBER 30,                           SEPTEMBER 30,
                                STAGE            2002        2001         % CHANGE       2002         2001    % CHANGE
-----------------------------------------------------------------------------------------------------------------------
<S>                           <C>           <C>              <C>          <C>        <C>           <C>        <C>
General and Administrative      $  1,993,938  $   317,919      $  70,004   354.14%   $  1,316,400   $ 154,409  752.54%
                                =======================================================================================
</TABLE>

General  and administrative expenses consist primarily of professional services,
insurance,  telephone,  occupancy,  travel and compliance related expenses.  The
large  increase in general and administrative expenses for three and nine months
ended  September 30, 2002, compared to the three and nine months ended September
30,  2001,  is  primarily  due  to  expensing  deferred compensation for Concept
Affiliate  agreements  secured in 2001.  For the nine months ended September 30,
2002,  expensing  deferred compensation accrued under these agreements accounted
for  approximately  62%, or $822,608, of our general and administrative expenses
for  the  period.  Similarly, prepaid Concept Affiliate services expensed during
the  nine  months  ended  September 30, 2002 accounted for approximately 16%, or
$205,120  of  our  general and administrative expenses for the nine months ended
September  30,  2002.  Approximately  15%,  or  $200,000  of  our  general  and
administrative  expenses  for the nine months ended September 30, 2002 consisted
of  an investment banking fee.  While this fee was intended to cover a period of
12  months,  the Company elected to expense the entire amount, as no significant
financing  had  materialized  from  the agreement as of September 30, 2002.  The
remaining  7%  is composed primarily of compliance related expenses.  Compliance
related  expenses  include legal, accounting and other charges related to filing
our  reports  with the Securities and Exchange Commission.  Of the $1,316,400 we
expensed  under the general and administrative caption for the nine months ended
September  30,  2002, 78% or $1,027,728 were prepaid for using our common stock,
$200,000  or  15%,  require  payment  to  our  shareholders in common stock, and
$88,672  or  6.7%  require  settlement  in  cash.  We  plan  to  utilize  more
professional services from our officers, directors and Concept Affiliates in the
remaining  quarter  of  2002.

IMPAIRMENT  OF  LONG-LIVED  ASSETS  AND  IMPAIRMENT  OF  INVESTMENTS  IN  OTHER
COMPANIES

<TABLE>
<CAPTION>
                          CUMULATIVE
                             DURING         THREE MONTHS ENDED                 NINE MONTHS ENDED
                          DEVELOPMENT           SEPTEMBER 30,                    SEPTEMBER 30,
                             STAGE          2002          2001   % CHANGE       2002       2001     % CHANGE
-------------------------------------------------------------------------------------------------------------
<S>                     <C>           <C>             <C>       <C>      <C>           <C>        <C>
Impairment of Assets      $2,402,338   $  1,186,500     $ 25,000  4646%    $ 1,186,500  $   25,000  4646.00%
                          ===================================================================================

Impairment  of            $  709,908              -            -     0%              -           -        0%
Investments in            ===================================================================================
Other Companies
</TABLE>



Our  impairment  policy requires management to review assets and investments for
impairment  on an ongoing basis.  In the case of investments in other companies,
this  analysis combined with our other accounting policies is expected to have a
material  impact  on our results of operations in future periods. Our accounting
policies  generally  may require us to record services performed in exchange for
stock  in  early  stage  companies  at  a  nominal value, since the stock issued
generally  has no readily determinable value.  However, when we use our stock to
effect  investments  in other companies, the bid price for our stock on the date
of  issuance  is  used  to  value  the  transaction initially.  Subsequently, an
impairment  of  this  value may be required to reduce the carrying amount on our
books  to  reflect  a  fair  value.

Our  financial  results  since  inception  are indicative of the extent to which
impairment  of  investments  and assets can impact our operating results.  Since
inception,  impairment  of  investments  in  other  companies  accounts  for
approximately  13%  of our $5,452,097 net loss, whereas impairment of long-lived
assets  has  accounted  for  approximately  44% of our net loss since inception.
Together,  these  two  expense  categories  account for 57% of our net loss from
inception  and  through  the  nine  months  ended  September  30,  2002.

An  impairment  loss  is  recorded  in the period in which we determine that the
carrying amount is not recoverable.  This requires the Company to make long-term
forecasts  of  its  future  revenues  and costs related to the assets subject to
review.  These  forecasts may require assumptions about demand for the Company's
products  and  services, future market conditions and technological developments
in  order  to  support  fair  value  and  avoid  impairment.  Significant  and
unanticipated  changes  to  these  assumptions  could  require  a  provision for
impairment  in  a  future  period.


INCOME  TAXES

There is no current or deferred tax expense for the period from October 12, 1999
(inception)  to  September  31,  2002  due  to net losses from operations by the
Company.  As  of  September  30,  2002  we  had  operating loss carryforwards of
$4,265,597 compared to operating loss carryforwards of $2,896,808 as of December
31,  2001.  The  operating  loss  carryforwards  expire  beginning  in  2019.



NET  LOSS
<TABLE>
<CAPTION>
                                CUMULATIVE
                                  DURING        THREE MONTHS ENDED                    NINE MONTHS ENDED
                                DEVELOPMENT         SEPTEMBER 30,                        SEPTEMBER 30,
                                  STAGE          2002          2001     % CHANGE       2002         2001    % CHANGE
---------------------------------------------------------------------------------------------------------------------
<S>                            <C>           <C>           <C>          <C>       <C>           <C>          <C>
Net income (loss)              $(5,452,097)  $(1,549,363)  $  (97,183)  1494.27%  $(2,555,289)  $ (197,802)  1191.84%
                               ============  ============  ===========  ========  ============  ===========  ========
Net income (loss) per share.   $     (0.57)  $     (0.12)  $    (0.01)  1039.64%  $     (0.21)  $    (0.02)   742.86%
                               ============  ============  ===========  ========  ============  ===========  ========
Weighted average shares          9,515,851    12,767,525    9,126,639     39.89%   12,457,037    8,127,562     53.27%
                               ============  ============  ===========  ========  ============  ===========  ========
</TABLE>

We  have  incurred  net  losses  from  operations  in each fiscal year, and each
quarter,  since our inception.   The overall increase in our quarterly loss from
operations,  from  the nine months ended September 30, 2001 compared to the nine
months  ended  September  30,  2002, was approximately 1,191.84%, or $2,357,487.
The  overall  increase  in  our net loss is primarily attributable to a 752%, or
$1,123,715  increase  in  our  general  and  administrative expenses in the nine
months  ended September 30, 2002, a 4,646%, or $1,161,500 increase in impairment
expense,  and  a  91%,  or  $48,540  decrease  in  revenues.

                                       17
<PAGE>

We  anticipate  that impairments will play a major role in our operating results
in the remaining quarter of 2002 as well as in future periods.  Although none of
our  impairment  losses  have consumed cash flow since inception, our ability to
convert  the  assets,  resources  and  technology  we  acquire  into  gains, and
ultimately  positive  cash  flow,  will  largely  determine the viability of our
business  model.  Similarly,  to the degree that we have to issue more shares to
acquire  assets and resources that are later impaired and not readily recovered,
such  events  will  be  dilutive  to  our  existing  shareholders.

                                       18
<PAGE>

LIQUIDITY  AND  CAPITAL  RESOURCES

We  must  successfully  secure  external  cash  financing to satisfy expenses we
cannot  satisfy  using  our  common  stock in the remaining quarter of 2002.  In
addition,  we  must  successfully  generate  sufficient cash revenue to meet our
operating  cash  requirements  in  the  remaining quarter of 2002.  Based on the
failure to receive funding from our investment banking contract with the Camelot
Group,  it  is  likely  that  we will have insufficient cash to satisfy our cash
requirements in the remaining quarter of 2002.  Our working capital continued to
decrease  from the December 31, 2001 to September 30, 2002.  As of September 30,
2002 we had negative working capital of ($485,747), compared to negative working
capital  of  ($7,069)  as  of  December 31, 2001.  The change in working capital
reflects  growth in current liabilities from $103,320 as of December 31, 2001 to
$551,249  as  of September 30, 2002, combined with a decrease in current assets,
from  $96,251  as of December 31, 2001 to $65,502 as of September 30, 2002.  The
increase  in  current  liabilities  in the period is primarily attributable to a
$250,000  liability we incurred to the seller in connection with our purchase of
the  VedaLabs  technology  along  with  a  $200,000  liability  we  incurred  in
connection  with  an  investment  banking  agreement.

In May of 2002, we reached a definitive agreement with VedaLabs to acquire their
Media  Player  and  Peer-to-Peer  technology.  Under  the  agreement  we  issued
3,000,000  shares of our common stock along with a commitment to pay $250,000 in
cash  within  6 months, pending transfer or sale of the technology.  If transfer
or  sale  of  the  technology did  not occur, the Company was to pay VedaLabs in
cash  or  stock.  The  number  of  shares  is  was to be determined based on the
closing  price  of the Company's shares and the Company is obligated to register
such  shares  with the SEC.  The Company's negotiated price for this transaction
was  $2.00 per share; however, the licensed technology was recorded at $0.30 per
share,  the  bid  price  for  shares  issued on the date of the transaction.  In
accordance  with  SFAS  142  and  SFAS  144,  the Company engaged an independent
valuation  firm  to  assist in valuing the VedaLabs technology.  However, in the
absence  of funding from the investment banking contract, the Company was unable
to  pay  for  completion of the valuation engagement.  In light of these events,
and  those  explained  in  Note  5  of  our  financial statements, we have fully
impaired the VedaLabs technology.  In addition, we are currently in negotiations
with  VedaLabs  to  settle  our liability of $250,000.   Failure to successfully
negotiate  an  extension  for settlement, or other remedy, our shareholders will
incur  substantial  dilution should we have to settle the liability based on our
current  share  price.
The decrease in current assets in the first quarter is primarily attributable to
a  decrease  in  our prepaid expenses and deposits, from $18,011 at December 31,
2001 to $0 at September 30, 2002, accounting for $18,011, or 56% of the decrease
in  current  assets.  In  addition, a decrease in cash, from $10,624 at December
31,  2001  to $516 as of September 30, 2002, accounts for $10,108, or 32% of the
decrease  in  current  assets.  Both of these changes resulted in an increase in
cash  outflow.

Our  primary  source  of capital since inception has been;  the sale of stock to
our  majority shareholder, BulletProof Business Plans, Inc. ("BulletProof"), for
$30,000  in cash, the sale of stock to BulletProof in exchange for expenses paid
on  our  behalf  in  the  amount  of $16,691, the conversion of $25,000 in notes
payable  into  common  stock  by  BulletProof, and the forgiveness of $30,000 in
notes  payable  by  BulletProof.  In  addition,  BulletProof provided a total of
$39,333  in  short-term demand advances and expenses paid on our behalf in 2001,
of  which  we  repaid  $33,470  under  these obligations, leaving balance due of
$5,863 as of December 31, 2001.  In the nine months ended September 30, 2002, we
repaid  $11,863  of  short-term advances and borrowed an additional $42,575 from
BulletProof.  During  the  quarter  ended  September  30,  2002,  our CEO, Frank
Maresca, loaned the Company $5,311 in the form of short-term demand advances and
expenses paid on our behalf.  These loans were made in anticipation of financing
to  be  secured  in  August  through  our  investment  banking  agreement.  Our
investment  banking  agreement  failed  to  produced  significant  cash and as a
result,  we  did  not  repay  the  amounts  borrowed  from  Frank  Maresca.

In  addition  to  these  sources  of  cash  flow,  our  revenue  in  2001, while
insignificant  as  a total dollar amount, was a source of cash given the limited
cash requirements of our operations.  In total, we received $53,500 in cash from
sales  in  2001,  along  with  $9,500 in cash from prepayments for services, and
$25,500  in  additional  paid-in-capital.  In  the  second  quarter  of  2002 we
received  $4,200  in  cash  from sales.  To realize the growth in our network of
professional  service providers and licensed technology our business model calls
for,  we  will  require  far  more  cash than that which is required to meet our
minimum  needs.

                                       19
<PAGE>

In  order  to  preserve  cash,  we  have  prepaid  the services of our officers,
directors  and Concept Affiliates using our stock.  Our ability to continue this
model in the future is critical to our success and our ability to continue as an
ongoing  concern.  During  the  nine months ended September 30, 2002, our common
stock  bid  price  was quoted at a low of $0.12 to a high of $1.30. However, our
board  had  approved  the  issuance  of  shares  to  new Concept Affiliates at a
negotiated value of $6.00 per share, although the low bid price would be used to
record  any such transactions.  As a result of the historical difference between
negotiated  and  bid  prices  per  share,  our  ability to negotiate new Concept
Affiliate  agreements  in  future periods will likely be adversely impacted.  To
the  degree  that  our  stock  price  does  not increase, we may have difficulty
securing  new  agreements  with  service providers, acquiring new technology and
executing  on  our  business  model.

ACCOUNTING  FOR  AFFILIATE  COMPANY  OWNERSHIP

The  various  interests that we acquire in our affiliate companies are accounted
for  under  the  following:  equity  method  and  cost  method.  The  applicable
accounting  method  is  generally  determined  based  on our voting interest and
control  in  an  affiliate  company.

Equity  Method.  The  equity  method  of  accounting  is used to account for our
investment  in  affiliate  companies  and  other  investees  in  which we have a
significant  voting  interest  (at  least  20%).  Under  the  equity  method  of
accounting,  the
Company  records its equity ownership share of the affiliate's earnings, losses,
and  dividends  paid.

Cost Method. The cost method of accounting is used to account for our investment
in  affiliate  companies and other investees in which we do not have significant
voting  interest  (less  than 20% of the voting stock). Under the cost method of
accounting,  our  share  of  the  earnings  or  losses of these companies is not
recorded.  The investments are recorded at historical cost.  The Company reviews
the  carrying value of its affiliate companies for impairment whenever events or
changes  in  circumstances indicate that the carrying amount of an asset may not
be  recoverable  through  undiscounted  net cash flows. Impairment is calculated
based  on fair value of the asset, generally using net discounted cash flows.

FACTORS  THAT  MAY  AFFECT  FUTURE  RESULTS

We  operate  in  a  rapidly  changing business environment that involves several
risks,  many  of  which  are beyond our control. Factors that could cause actual
results  to  differ  materially  from  results  anticipated  in  forward-looking
statements  include,  but  are  not  limited  to  the  following.

Dstage.com  was  incorporated  in  October  of  1999 and has a limited operating
history  from  which to base an evaluation of its business and prospects.  Since
inception,  we  have  incurred  losses  and  as  of  September  30,  2002 had an
accumulated  deficit  of  $5,452,097.

Our revenues, operating income or net income in the future are unpredictable. As
a  result  of  our limited operating history and the nature of the industries in
which  we  compete,  we  are  unable  to accurately forecast revenues, operating
income  or  net income.  We anticipate continuing to incur significant operating
expenses  in  the  future.  Our  business  strategy  is  designed  to  utilize
professional  services  paid  in  our  common  stock in lieu of cash, which will
permit  us  to  operate under lower cash levels than traditional operations. Our
current expense levels are based largely on the Company's efforts to develop its
business  model  and pursue initial sales; therefore, current expense levels are
not  indicative of future expense levels.  We can give no assurance that it will
achieve  profitability  or  be  capable  of  sustaining  profitable operations.

Our quarterly results of operations may fluctuate widely. It is anticipated that
future  quarterly  operating  results  could  fluctuate  significantly  and that
period-to-period comparisons of our results may not necessarily be meaningful or
indicative  of  future  results.  There  are many factors that may contribute to
these  quarterly  fluctuations,  some  of  which are beyond our control. Factors
include,  but  are  not  limited  to:  (i)  Charges for impairment of long-lived
assets

                                       20
<PAGE>

in  future  periods;  (ii)  Market  acceptance  of  our  ventures, services, and
products;  (iii)  Economic  conditions  specific  to  the  industry  in which we
operate;  and  (iv) General economic conditions. In the event that we are unable
to continue our business model due to a major shift in the economy or some other
unforeseen  reason,  we  may  have  to  adjust  our  business  model  to  a more
traditional  reliance  on cash consideration. This event could have an impact on
net  operating  results  by  requiring  us  to  obtain  various  loans  to  meet
obligations.  This  could  result in interest payments and other debt expenses.

A  substantial  risk  facing  us  is  the  issue of valuation of common stock in
negotiating  common  stock  for  service.  We anticipate having to negotiate the
value  of  our  stock  in  almost  every transaction that we engage in; stock in
Dstage.com,  private venture equity, interests in licensed technology, and other
assets,  for  which market prices are highly subjective. We will be dependent on
the  vagaries  of  negotiation  in  many  transactions. Negotiations may include
subjective  assessments of an asset or investment's value; therefore, an initial
over-payment could result in an adverse consequence to our value when impairment
is  determined.

We  depend on key contractors and the loss of those contractors may harm us. Our
performance  is  dependent  on  the  continued  service  and  performance of our
executive  officers.  Our  success  is  dependent  on its ability to attract and
retain  high  quality  personnel.

There  may  be conflicts of interest within our network. Our network of "Concept
Sponsors",  "Concept  Affiliates",  officers  and  directors  may face potential
conflicts  of interest with each other and with Dstage.com shareholders. Some of
the  our executive officers and directors also serve as officers or directors of
other  companies.

We  face  competition  from other investors, which may prevent us from realizing
strategic  opportunities. We intend to develop an extensive network of resources
that will position us to acquire or invest in other companies. We expect to face
competition  from  Internet-related  companies, venture capital firms, and large
corporations.  Some of our competitors may have greater financial resources than
we  do,  which  may  limit  our  opportunity  to  acquire  interests  that could
compliment  our  business  strategy.

We  may  experience  adverse consequences in our efforts to avoid the investment
company status. The Investment Company Act of 1940 provides a set of regulations
for companies engaged in the business of investing, reinvesting, owning, holding
or trading securities. Under the Investment Company Act, a company may be deemed
an  investment  company if it owns investment securities with a value exceeding,
40%  of  its  total  assets,  subject  to  certain  exclusions  and  safe harbor
provisions.

We could become subject to regulation under the Investment Company Act if enough
of  our future interests in our affiliates are considered investment securities.
Unless  an exclusion or safe harbor provision was available to us, we would have
to reduce our investment securities as a percentage of total assets. In order to
avoid these regulations, we may have to take actions that we would not otherwise
choose  to take. Regulations applicable to investment companies are inconsistent
with  our  fundamental  business  strategy  of promoting collaboration among our
affiliates.

ITEM  3.  CONTROLS  AND  PROCEDURES

Within the 90 days prior to the date of this quarterly report, we carried out an
evaluation,  under  the supervision and with the participation of our management
of  the effectiveness of the design and operation of our disclosure controls and
procedures pursuant to Exchange Act Rule 13a-14. Based upon that evaluation, our
management  concluded  that our disclosure controls and procedures are effective
and  timely  alerting  them  to  material  information  relating  to the Company
required  to  be included in our periodic SEC filings. There were no significant
changes  in  our  internal  controls  or  other factors that could significantly
affect  these controls subsequent to the date of their evaluation and there were
no  corrective  actions  with  regard  to  significant  deficiencies or material
weaknesses.

                                       21
<PAGE>

PART  II.  OTHER  INFORMATION

ITEM  1.  LEGAL  PROCEEDINGS
NONE

ITEM  2.  CHANGE  IN  SECURITIES
NONE

ITEM  3.  DEFULTS  UPON  SENIOR  SECURITIES
NONE

ITEM  4.  SUBMISSION  OF  MATTERS  TO  VOTE  OF  SECURITIES  HOLDERS
NONE




ITEM  5.  OTHER  INFORMATION

In  December  2002  , the Company began investigating options to resolve damages
caused  as a result of its  investment banking agreement with the Camelot Group.
The  investment banking agreement executed on July 1, 2002 indicated $150,000 in
funding would be provided to Dstage by the Camelot Group within three (3) to six
(6)  weeks  of  execution.  The  only  payments received in accordance with this
agreement were $5,000 on September 5, 2002 and $2,500 on September 18, 2002, for
a  total  of  only  $7,500.  Certain  shareholders  that  relied  on  Camelot's
commitment  transferred  a total of 825,000 shares to Camelot and as of the date
of  this  filing  have  not  had  their  shares returned to them by Camelot.


ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

a.  Exhibits  -
99.1     Certification  Pursuant  to  the  18  U.S.C.  section 1350, as Adopted
Pursuant  to  Section  906  of  the  Sarbanes-  Oxley  Act  of  2002

99.2       Certification  Pursuant  to  the  18 U.S.C. section 1350, as Adopted
Pursuant  to  Section  906  of  the  Sarbanes-  Oxley  Act  of  2002

b.     Reports  filed  during  the  last  quarter  covered  by  this  report.

(1)     Pursuant  to  Item 4., " Changes in Registrant's Certifying Accountant "
and Item 5., "Other Events", we filed a Current Report on Form 8-K dated October
1,  2002.

Items  2,  3,  4,  5  are  not  applicable  and  have  been  omitted

                                       22
<PAGE>

                                 Certifications

I,  Frank  R.  Maresca  Jr.,  certify  that:

1.  I  have  reviewed  this  quarterly  report  on  Form  10-Q  Dstage.com  Inc

2.  Based  on  my  knowledge,  this quarterly report does not contain any untrue
statement  of a material fact or omit to state a material fact necessary to make
the  statements  made, in light of the circumstances under which such statements
were  made,  not misleading with respect to the period covered by this quarterly
report;

3.  Based  on  my  knowledge,  the  financial  statements,  and  other financial
information  included  in  this quarterly report, fairly present in all material
respects  the  financial  condition, results of operations and cash flows of the
registrant  as  of,  and  for,  the  periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I  are  responsible for
establishing  and  maintaining disclosure controls and procedures (as defined in
Exchange  Act  Rules  13a-14  and  15d-14)  for  the  registrant  and  we  have:

a)  designed  such  disclosure  controls  and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is  made  known  to  us by others within those entities, particularly during the
period  in  which  this  quarterly  report  is  being  prepared;

b)  evaluated  the  effectiveness  of  the  registrant's disclosure controls and
procedures  as  of  a  date  within  90  days  prior  to the filing date of this
quarterly  report  (the  "Evaluation  Date");  and

c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on  our  evaluation as of the
Evaluation  Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most  recent evaluation, to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):

a)  all significant deficiencies in the design or operation of internal controls
which  could  adversely  affect  the  registrant's  ability  to record, process,
summarize  and  report  financial  data and have identified for the registrant's
auditors  any  material  weaknesses  in  internal  controls;  and

b)  any  fraud,  whether  or  not  material,  that  involves management or other
employees who have a significant role in the registrant's internal controls; and

6.  The  registrant's  other  certifying  officers  and I have indicated in this
quarterly  report  whether  or  not  there  were significant changes in internal
controls  or  in other factors that could significantly affect internal controls
subsequent  to  the date of our most recent evaluation, including any corrective
actions  with  regard  to  significant  deficiencies  and  material  weaknesses.

Date:  December  20,  2002

/s/   FRANK  R.  MARESCA  JR.
Frank  R.  Maresca  Jr.
Chief  Executive  Officer

                                       23
<PAGE>

I,  RounsevelleW  Schaum,  certify  that:

1.  I  have  reviewed  this  quarterly  report  on Form 10-Q of Dstage.com Inc.:

2.  Based  on  my  knowledge,  this quarterly report does not contain any untrue
statement  of a material fact or omit to state a material fact necessary to make
the  statements  made, in light of the circumstances under which such statements
were  made,  not misleading with respect to the period covered by this quarterly
report;

3.  Based  on  my  knowledge,  the  financial  statements,  and  other financial
information  included  in  this quarterly report, fairly present in all material
respects  the  financial  condition, results of operations and cash flows of the
registrant  as  of,  and  for,  the  periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I  are  responsible for
establishing  and  maintaining disclosure controls and procedures (as defined in
Exchange  Act  Rules  13a-14  and  15d-14)  for  the  registrant  and  we  have:

a)  designed  such  disclosure  controls  and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is  made  known  to  us by others within those entities, particularly during the
period  in  which  this  quarterly  report  is  being  prepared;

b)  evaluated  the  effectiveness  of  the  registrant's disclosure controls and
procedures  as  of  a  date  within  90  days  prior  to the filing date of this
quarterly  report  (the  "Evaluation  Date");  and

c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on  our  evaluation as of the
Evaluation  Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most  recent evaluation, to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):

a)  all significant deficiencies in the design or operation of internal controls
which  could  adversely  affect  the  registrant's  ability  to record, process,
summarize  and  report  financial  data and have identified for the registrant's
auditors  any  material  weaknesses  in  internal  controls;  and

b)  any  fraud,  whether  or  not  material,  that  involves management or other
employees who have a significant role in the registrant's internal controls; and

6.  The  registrant's  other  certifying  officers  and I have indicated in this
quarterly  report  whether  or  not  there  were significant changes in internal
controls  or  in other factors that could significantly affect internal controls
subsequent  to  the date of our most recent evaluation, including any corrective
actions  with  regard  to  significant  deficiencies  and  material  weaknesses.

Date:  December  20,  2002

/s/    ROUNSEVELLE  W.  SCHAUM
Rounsevelle  W.  Schaum
Chief  Financial  Officer

                                       24
<PAGE>

                                                                    EXHIBIT 99.1

                            CERTIFICATION PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
                            (18 U.S.C. SECTION 1350)

In  connection  with  the  Quarterly  Report  of  Dstage.com  Inc  ,  a Delaware
corporation  (the  "Company"), on Form 10-Q for the quarter ending September 30,
2002  as  filed  with  the Securities and Exchange Commission (the "Report"), I,
Frank  R. Maresca Jr., Chief Executive Officer of the Company, certify, pursuant
to   906  of  the  Sarbanes-Oxley  Act  of  2002  (18 U.S.C.   1350), that to my
knowledge:

     (1)    The  Report fully complies with the requirements of section 13(a) or
15(d)  of  the  Securities  Exchange  Act  of  1934;  and

     (2)    The  information  contained  in  the  Report fairly presents, in all
material  respects,  the  financial  condition  and  result of operations of the
Company.


/s/    FRANK  R.  MARESCA  JR.
Frank  R.  Maresca  Jr.
Chief  Executive  Officer
December  20,  2002

                                       25
<PAGE>

                                                                    EXHIBIT 99.2

                            CERTIFICATION PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
                            (18 U.S.C. SECTION 1350)

In  connection  with  the  Quarterly  Report  of  Dstage.com  Inc.,  a  Delaware
corporation  (the  "Company"), on Form 10-Q for the quarter ending September 30,
2002  as  filed  with  the Securities and Exchange Commission (the "Report"), I,
Rounsevelle  W.  Schaum  ,  Chief  Financial  Officer  of  the Company, certify,
pursuant  to   906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C.   1350), that to
my  knowledge:

     (1)    The  Report fully complies with the requirements of section 13(a) or
15(d)  of  the  Securities  Exchange  Act  of  1934;  and

     (2)    The  information  contained  in  the  Report fairly presents, in all
material  respects,  the  financial  condition  and  result of operations of the
Company.


/s/    ROUNSEVELLE  W.  SCHAUM
Rounsevelle  W.  Schaum
Chief  Financial  Officer
December  20,  2002

                                       26
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